Terms & Conditions (Investor)



Introduction


The website www.directly-sourced.com is operated by Directly Sourced Limited (Directly Sourced) of PO Box CO BSEEN, Innovation Birmingham Campus Faraday Wharf, Holt Street, Birmingham, United Kingdom, B7 4BB. By using or subscribing to our Websites as an investor (“Investor”), you agree to comply with and be bound by the following terms and conditions (the "Terms of Use") together with our privacy policy and any other documents referred to therein. If you do not agree to these Terms of Use, you must not use our sites.

We reserve the right to amend these Terms of Use from time to time. Any changes will be posted on our Websites. You will receive a notification regarding the updated Terms of Use when you next log in to the Websites and will be given an opportunity to review and accept the updated terms. Specific services that we offer, or make available to you, may also be governed by additional or alternative terms and conditions with us, or other third parties.


1. Registering on our Websites


1.1 You must be 18 years old or over to create an account on our Websites, and warrant that the details you provide on registration are true, accurate, complete and current. Further, in order to use our Website(s) as an Investor Member you must comply with the criteria set out by Directly Sourced in the registration form. Directly Sourced may determine in its absolute discretion as to whether you qualify to use the Website(s) and that you have provided the required information and documentation to its satisfaction. Should you fail to do so, Directly Sourced reserves the right to prevent or restrict your use of the Website(s). Directly Sourced reserves the right to prevent or restrict your use of the Website(s) if Directly Sourced (in its absolute discretion) believes there is a risk of non-compliance with these terms or any relevant legislation in force from time to time or should you (in Directly Sourced absolute discretion) cease to comply with Directly Sourced registration requirements at any time and for whatever reason.

1.2 Upon your registration being accepted by Directly Sourced and your use of the Websites becoming active, these Terms of Use shall constitute a legally binding contract between you and Directly Sourced. Such contract shall continue in force until terminated in accordance with these Terms of Use.

1.3 You must promptly update us with any changes to your account or other registration details. You must create a password when you register and you are responsible for maintaining the confidentiality of that password. You agree that any person to whom your username or password is disclosed is authorised to act as your agent for the purpose of transacting for any services via this Website, and you will be responsible for any and all activity conducted using your password. You shall take reasonable steps to prevent unauthorised access to your account via any computer or other device that you use to access your account. If you believe someone has, without authorisation, accessed an account that you created on this Website, please contact us immediately.


2. Your responsibilities


The content on our site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site. In particular, please note that we are not an estate agency. Some of our Websites provide a service where Sourcing Members may market and present (and you may view) property investment opportunity details ("Details"). The Sourcing Member posting the Details are solely responsible for their accuracy and for fielding enquiries relating to those properties or associated investment opportunities. We host the Details in good faith but we have not verified them and we make no representations, warranties or guarantees, whether express or implied about the Details. We are also not giving you any advice (investment, mortgage, business, financial or otherwise) in respect of any content on our Websites or recommending or endorsing any properties, investment opportunities, products or content on our Websites.


3. Materials you provide


By submitting content on our Websites or otherwise providing content to us ("Content"), you grant us a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, sub-licensable and fully transferable licence to use, reproduce, display, sell, modify and edit the Content. You waive any moral or other rights you may have in the Content. We will not pay you any fees for the Content and reserve the right in our sole discretion to remove or edit it at any time. You warrant and represent that you have all consents and rights necessary to grant us these rights, in accordance with our procedures, and provided that the content is not illegal, obscene, abusive, threatening, defamatory or otherwise objectionable to us. Any personal data that you provide via, or in connection with, the Websites will be governed by our privacy policy.


4. Disclaimer and liability


4.1 The Website (including all content on it) is provided by us on an "as is" and "as available" basis and we make no representations, guarantees or warranties of any kind, either express or implied, including without limitation, warranties as to quality, suitability for any purpose, compatibility, reliability, accuracy, completeness, timeliness, access or use. It is your responsibility to evaluate the quality, suitability, accuracy, completeness and reliability of our Websites and any information or content contained therein. We accept no responsibility and make no representations, guarantees, or warranties that the Websites will operate continuously, without interruptions or be fault-free. We may need to make the Websites unavailable with or without notice to carry out maintenance or upgrade work. We accept no liability for any interruption or loss of service.

4.2 Property or investment opportunity descriptions and other information provided on our Website(s) are intended for information and marketing purposes and, whilst displayed in good faith, we will not in any circumstances accept responsibility for their accuracy. The property advert pages on our website do not constitute property particulars and these should be available directly from the Sourcing Member marketing the property. It is the responsibility of the prospective Investor Member to satisfy themselves as to the accuracy of any property descriptions displayed and the responsibility of Sourcing Members to ensure the accuracy and integrity of property descriptions provided on our Website and in any property particulars.

4.3 Nothing in these Terms of Use excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

4.4 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site or any content on it, whether express or implied.

4.5 We will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

4.5.1 use of, or inability to use, our site; or

4.5.2 use of, or reliance on, any content displayed on our site;

4.5.3 the performance, behaviour or actions of any Sourcing Member, either in regard to any property on our site, or any other property or matter arising with the Sourcing Member. Directly Sourced undertake a vetting process of the compliance of all Sourcing Members before allowing them access onto the Website. Once onboarded, Directly Sourced subsequently reserves the right to monitor Sourcing Member and Investor Member communications and Sourcing Member performance, but we cannot guarantee the performance of any third parties including any Sourcing Members. Although Directly Sourced requires Sourcing Members to demonstrate proof of compliance and company information, we will not in any circumstances accept responsibility for their accuracy or authenticity. It is you, the Investor Member, to always do your own due diligence on Sourcing Members compliance and other related information, including company number.

4.5.4 if you are a business user or Investor Member, please note that in particular, we will not be liable for:

4.5.4.1 loss of profits, sales, business, or revenue;

4.5.4.2 business interruption;

4.5.4.3 loss of anticipated savings;

4.5.4.4 loss of business opportunity, goodwill or reputation; or

4.5.4.5 any indirect or consequential loss or damage.


5. Indemnification


You agree to indemnify, defend and hold Directly Sourced Limited, shareholders, officers, directors, employees, agents or suppliers harmless from any and all claims or demands, made by any third party due to or arising out of your use of this Website or through your password or otherwise, the violation of these Terms of Use by you, or the infringement by you of any intellectual property or other right of any other person or entity.


6. Viruses


6.1 We do not guarantee that the Websites will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programme and platform in order to access the Websites. You should use your own virus protection software. You must not misuse the Websites by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Websites, the server on which the Websites are stored or any server, computer or database connected to the Websites.

6.2 We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our site or to your downloading of any content on it, or on any website linked to it.


7. Intellectual Property


7.1 We are the owner or licensee of intellectual property rights in the Website, information and content available on the Website, any database operated by us, any proprietary software utilised by us to enable you to use this Website ("Software") and the underlying source code. Much of this information and content is protected by copyright, trade mark, database rights, design rights (including in the "look and feel" and other visual or non-literal elements), and/or other intellectual property rights (whether registered or unregistered). Our logos, together with our trademark(s) and/or service marks, may not be copied or reproduced without our prior written consent. All rights are reserved.

7.2 We grant you a non-exclusive, non-transferable licence to use the Software solely in executable form and only to the extent necessary for use of the Website, and for no other purpose.

7.3 You must not use an automated program (including, without limitation, any web-crawling or screen-scraping software or any equivalent technology or techniques), to access the Website for the purpose of collecting, obtaining and/or accumulating (or other similar activity) data or content in this Website. Any such use of an automated program is prohibited and shall be a breach of these Terms of Use.

7.4 You may not reproduce, republish, transmit or distribute any material, information or content on this Website, or that form part of our services, without our prior written consent. However, you are granted a limited right to access and use the Website and our services, and retrieve, display and print content pages, for your own personal, non-commercial use and to the extent necessary for use of the Website and our services only. We reserve the right, in our sole discretion and without notice to you, to terminate your licence and to prevent future access by you to this Website.


8. Third Parties


8.1 This Website may contain links to third party products, services and/or websites that are not affiliated with us. We have no control over the products, services or websites of these third parties and we do not guarantee or take responsibility for them. This Website may also contain advertising from third parties and we are not responsible for any misleading or inaccurate advertisements which are the sole responsibility of the advertiser. Any links or advertisements on this Website should not be taken as an endorsement by us of any kind. Furthermore, this Website contains data provided by third parties and we accept no responsibility for any inaccuracies in this material. You agree to release us from claims or disputes of any kind arising from or in any way connected to such disputes with third parties.

8.2 We may direct you to third party payment service providers (such as Stripe) who have their own terms and conditions which will apply.


9. Content, Obligations and Joint Venture Area


9.1 The Investing Member warrants and represents that:

(i) it is, and qualifies as, a Investor Member

(ii) any individual who has signed and/or otherwise agreed to these Investing Member Terms (as updated from time to time) on its behalf has the requisite corporate authority to contract on behalf of that Investing Member;

(iii) it will comply with the Investing Member Code of Conduct and the Privacy Policy at all times during the continuation of the Contract;

(iv) their business and its associated Content will comply with all applicable laws, regulations and codes of practice in the United Kingdom, will not be defamatory or infringe any copyright, trade mark or other intellectual property rights or rights of any third party whatsoever and will not contain any Personal Data. Compliance includes, but is not limited to:

a) Compliance with The Estate Agents Act 1979, which includes requirements and disclosure regarding fees and charges, any financial benefit a Investing Member may gain from a transaction and any personal interest in a transaction, as well as requirements related to money handling;

b) Compliance with the Bribery Act 2010;

(v) Content will not contain any promotion of the Investing Member or any third party, including but not limited to any advertisements of any products or services offered by the Investing Member or any third party, except for its own logo without written approval by Directly Sourced;

(vi) Any Content shall be exclusive to Directly Sourced for a period of 4 working days from the date the Content is uploaded on the Website(s) (Exclusivity Period). During the Exclusivity Period the Investing Member shall not upload, advertise, email or display the Content on any other websites or to their own client databases and shall not communicate the Content to any third party;

(vii) it is responsible for the integrity of the Content which is in all respects true, complete and accurate to the best of the Investing Member’s knowledge and belief and the Investing Member shall promptly update or correct Content on becoming aware of any errors or inaccuracies and shall provide such assistance as Directly Sourced shall reasonably require to identify and remedy any unauthorised use of Content;

(viii) within no more than 1 (one) Working Day of (i) a property going "under offer", (ii) a sale contract being entered into in respect of a property, or (iii) the property being taken off the market, the Investing Member will either alter the status of the property details in the upload provided to Directly Sourced so that it may be displayed as "under offer" or "sold" as appropriate on the Website(s) or will remove the property from the upload provided to Directly Sourced so that it is no longer displayed on the Website(s);

(ix) it has the authority to market the properties in the Content;

(x) it holds all necessary authorities, consents and licences necessary to use, display, reproduce and publish the Content and has authority to and grants Directly Sourced (and its Group Companies) a licence of the Content on the terms set out in clause 4.2;

(xi) it has read and will abide by all notices posted on the Website(s) from time to time that are relevant to the provision of the Services;

(xii) it has full liability insurance and shall on demand provide a copy of such insurance to Directly Sourced;

(xiii) it will use the Messaging Area as the primary method of communication with Investor Members throughout any investment project, including but not limited to the period prior to purchase and encourage the use of the Messaging Area to Investor Members;

(xiv) it shall not use Directly Sourced’s name, the name of any Group Company or any Logos, trade or service marks of Directly Sourced or the Group in a defamatory or derogatory manner or in any way that might bring Directly Sourced, the Group or its directors or employees into disrepute;

(xv) it will abide by any applicable industry code of conduct or guidelines issued by any relevant trade organisation and will abide by all applicable laws and regulations applying to or affecting Investing Members including, but not limited to, Consumer Protection from Unfair Trading Regulations 2008 and the Business Protection from Misleading Regulations 2008;

(xvi) it shall ensure that only its authorised persons have access to the Services and the Upload Systems and that where it provides Content via the Upload Systems it shall only do so in a format compatible with any technical specifications issued by Directly Sourced from time to time. The Investor Member agrees to use this format to display details of the property only, as laid out, and not to use these areas to advertise ancillary company information;

(xvii) it does and will all at all times whilst the Contract remains in force act in an ethical and reasonable manner in dealing with both Directly Sourced and its customers and Investor Members;

(xx) Directly Sourced may notify the Investor Member to remove any Logo from its website or any marketing material at any time and the Investor Member shall comply with such request within one (1) day;

9.2 The Investing Member grants Directly Sourced and the Group a non-exclusive, royalty free, perpetual licence to copy, reproduce, display, sell, publish, adapt and otherwise use the Content or data or other information derived therefrom for any purpose whatsoever (including entering into agreements with third parties for the provision of the Content or data derived therefrom). This licence shall survive termination of the Contract. The Investing Member agrees that Directly Sourced and any Group Company may, but shall not be required to, identify the Investing Member as the source of the Content on the Website(s) or in any other medium through which the Content or any derivative thereof is published or displayed.

9.3 Directly Sourced:

(i) may in its absolute discretion, at any time and without notice to the Investing Member remove, cause to be removed or decline to display any Content on the Website(s);

(ii) may without prejudice to Directly Sourced right as set out in (i) above, require the Content to be amended at any time if Directly Sourced considers or has reason to believe that the Investor Member is in breach of the Contract or any applicable law or regulation or where it deems in its absolute discretion the Content to be of poor quality in terms of presentation, information provided or otherwise.

9.4 The Investing Member acknowledges and agrees that:

(i) it will continue to be bound by these Investing Member Terms and Conditions irrespective of whether (i) the individual who has signed and/or agreed to the Investor Member Terms on its behalf subsequently ceases to be employed or otherwise engaged by the Investing Member or subsequently ceases to be authorised to act on behalf of the Investing Member, or (ii) the whole or substantially whole of the Investing Member’s assets are sold or transferred to a different legal entity;

(ii) neither Directly Sourced nor any Group Company shall be under any obligation to monitor or censor the Content that appears on the Website(s) but Directly Sourced reserves the right for itself (and the Group) to do so;

(iii) neither Directly Sourced nor any Group Company is responsible for any errors or omissions in any Content;

(iv) as part of the Services the Investing Member may be provided with access to data including that derived from the Content and data provided by Directly Sourced other Sourcing and Investing Members and other third parties. Directly Sourced takes reasonable care to ensure that such data is accurate and up to date, but makes no representation or warranty about the accuracy or completeness of such data and the data is not intended to be, and must not be treated by a Investing Member as, comprehensive but an aggregation of the content and data available to Directly Sourced at the time of provision and available to the Investor Member;

(v) technological failure may impede the provision of the Services or prevent access to all, or any part of the Content displayed on the Website(s), or to the Upload Systems. Directly Sourced makes no representation or warranty that the Website(s), the Services, the Content or the Upload Systems will be accessible or available at all times, or that the whole or any part of the Website(s), Services, the Content or Upload Systems will be free from error. While Directly Sourced will make reasonable endeavours to notify the Investor Member in advance, it may suspend temporarily or alter the operation of the Website(s), Services or the Upload System without notice to the Investor Member;

(vi) it is responsible for and will pay all telecommunications and internet access charges incurred by it when using the Website(s);

(vii) transmission of data over the internet can be subject to delays and errors and can cause corruption of data for which neither Directly Sourced nor any Group Company shall be responsible;

(viii) that any relationship between the Sourcing Member and an Investor Member shall be governed by the Sourcing Member and Investor Member Terms of Business and no other legal terms shall apply;

(ix) Directly Sourced may limit the number of photographs that may be displayed by the Sourcing Member to 10 images per property. Photographs uploaded will be of a high quality and the Investor Member will promote a professional look and feel in their Content;

(x) in providing the Services, and in order to provide information of other Directly Sourced products and services, Directly Sourced and the Group Companies may, unless otherwise agreed in writing by Directly Sourced and the Sourcing Member, contact the Investor Member by electronic means, including email and other electronic media. The Investor Member shall maintain a valid working email address and shall immediately notify the Company of any change of email address(es);

(xi) all intellectual property rights in the Services, technology supporting the Services (including the Upload System) and the Website(s) vest in Directly Sourced and/or its licensors/sub-contractors and that the Investor Member has no rights in, or to, such intellectual property other than the right to use the same in accordance with the Contract; and

(xii) it shall not contact or deal with Directly Sourced suppliers and/or any affiliate or subsidiary or parent undertaking thereof in any manner whatsoever with a view to Sourcing or Investor Members and/or buyers for any property which forms part of the Content uploaded by it on to the Website(s).

(xiii) where the Investor Member is charging sourcing fees the Investor member will act as the Customer’s retained buyside Investor Member for the acquisition of Property identified as being of interest to the Customer and as displayed on the Directly Sourced website and, for these such services, will be paid the sourcing fee shown in the Full Investment Details. The Sourcing Member will use all reasonable care and skill in providing its services.

9.5 The Investor Member shall ensure that when possible, communications in respect of the Content to an Investor Member are directed through the Messaging Area.

9.6 The Investor Member shall ensure that it uses the Investor Member and Sourcing Member Terms of Business when dealing with Investor Members and the Sourcing Member shall not use or agree to any other terms.

9.7 Any third party, purporting to act as agent for or on behalf of a prospective Investor Member, contracting with Directly Sourced for the provision for Services warrants and represents that it has the full and valid authority of that prospective Investor Member to bind it with Directly Sourced and, to the extent that:

(i) the third party exceeds its authority, and/or

(ii) the prospective Investor Member refuses to pay any Fees or charges,

that third party shall be liable, on an indemnity basis, for all Fees and any other charges due hereunder.

9.8 The Investor Member shall not publish, disclose, reproduce or create any derivative works from any information obtained pursuant to the Investor Members's use of the Services unless expressly agreed in writing by Directly Sourced.


10. Restrictions on Use


10.1 You agree not to:

10.1.1 transmit any material designed to interrupt, damage, destroy or limit the functionality of our Websites;

10.1.2 use any automated software to view our Websites without consent and to only access our Websites manually;

10.1.3 use our Websites other than for your own personal use or as an agent listing properties for sale or for rent;

10.1.4 attempt to copy our data or reverse engineer our processes;

10.1.5 use our Websites in any manner that is illegal, immoral or harmful to us (including to commit or facilitate the commitment of any fraud against us);

10.1.6 use our Websites in breach of any policy or other notice on our Websites;

10.1.7 remove or alter any copyright notices that appear on our Websites;

10.1.8 publish any material that may encourage a breach of any relevant laws or regulations;

10.1.9 interfere with any other user’s enjoyment of our Websites;

1.10.10 transmit materials protected by copyright without the permission of the owner; or

1.10.11 conduct yourself in an offensive or abusive manner whilst using our Websites.

10.2 We shall be entitled to suspend any services to you and/or terminate our contract without notice to you if you commit a breach of these Terms of Use, and in particular these restrictions on use, which in our reasonable opinion is serious enough to merit immediate termination.

10.3 We recommend that all messaging takes place in the messaging area provided by us. Any conversations that take place outside of the messaging area will not benefit from the security functions that we may provide.


11. Fees


11.1 Fees (plus VAT and any other taxes or duties thereon) and any other charges due hereunder shall be paid by the Investor Member in accordance with these Investor Member Terms and Conditions and the Investor Member Commercial Terms as shown on the Website from time to time.

11.2 Directly Sourced (or any Group Company as Directly Sourced may determine), where payment is to be made by credit or debit card or direct debit the Investing Member hereby authorises Directly Sourced (or a Group Company on its behalf) to collect, facilitated by stripe, the payment and/or charge the relevant credit or debit card on the monthly due date. Where a Investing Member pays Directly Sourced by credit or debit card, if a credit or debit card provided to Directly Sourced expires or is cancelled, the Investing Member shall, within 1 (one) Working Day of such expiry or cancellation, provide Directly Sourced with details of an alternative credit or debit card.

11.3 If the Investing Member fails to pay any amount due to Directly Sourced (or any Group Company) by the due date for payment, then:

(ii) without prejudice to any other right or remedy available to Directly Sourced, Directly Sourced shall be entitled to terminate the Contract or suspend provision of the Services (in accordance with clause 8.10 or 8.12 respectively), remove any reference or prevent access to the Content submitted to the Website(s), without notice to the Investing Member and until payment of all outstanding Fees is made in full.

11.4 Directly Sourced reserves the right to charge the Investing Member its reasonable administration costs in dealing with any failed payments and/or its costs in relation to pursuing outstanding amounts (including legal fees and expenses).

11.5 Directly Sourced reserves the right to require the Investor Member to pay a deposit before making the Services available to the Investor Member. If a deposit is required, it shall be repaid by Directly Sourced to the Investor Member on termination of the Contract, subject to Directly Sourced being permitted to offset any amounts due from the Investor Member under the Contract against any such deposit repayment.

11.6 Directly Sourced reserves the right to charge a monthly administration fee of £5 plus VAT on any account where payments are not made by credit or debit card.

11.7 Directly Sourced does not guarantee the quality or quantity of any Sourcing Members who contact the Investor Members via the Website(s) it provides to registered Investor Members. No refunds or credits will be given by Directly Sourced for failure of the display of content on the Website(s) resulting in the sale of, or any interest in the purchase of any properties or investment opportunities displayed by a Sourcing Member.

11.8 Without prejudice to the generality of clause 2.5, and in addition to clauses 4.4(iii) and 4.4(viii), Directly Sourced reserves the right to vary its Fees and any structure of charges in place from time to time subject to providing 30 calendar days written notice to the Sourcing Member. Any services provided after changes have taken effect will be subject to the relevant new Fees and/or new charging structure.


12. Your Rights to Cancel During Cooling Off Period


12.1 The rights set out in this clause 6 only apply if you are a consumer (that is acting outside of your trade, profession or business). If you are not acting as a consumer then this clause shall have no effect.

12.2 If you are a consumer then you have a legal right to cancel your contract with Directly Sourced under the Consumer Contracts Regulations 2013 and receive a refund.

12.3 You may cancel your contract within 14 days from the day that you register on our website and we accept your order (“Cancellation Period”).

12.4 You may cancel your contract by doing the following:

12.4.1 Complete the online cancellation form from your dashboard;

12.4.2 Complete the form available here

12.5 Payments made to us before or during the cancellation period will be refunded in full, within 14 days of your notice of cancellation. If you cancel outside of the cancellation period no refunds will be given.

12.6 Following your initial 14 day free trial, you will automatically be billed your monthly fee of £15 unless you cancel your membership.


13. Termination of Registration


13.1 Either party shall be entitled to terminate the Investor’s registration (and therefore the Investor’s use of the Website) (“Registration”) by serving written notice to the other party.

13.2 Either party may terminate the Registration immediately upon written notice to the other party if the other party:

13.2.1 commits any material or persistent breach of these Terms of Use, the Privacy Policy or other terms and conditions applying to the Investor from time to time and, in the case of breaches capable of remedy, that other party fails to remedy the same within 14 calendar days of receipt of a written notice giving particulars of the breach and requiring it to be remedied; or

13.2.2 has a liquidator, receiver or administrative receiver appointed to it or over any part of its undertaking or assets or shall pass a resolution for its winding up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction where the resulting entity shall assume all the liabilities of it) or a court of competent jurisdiction shall make an administrative order or liquidation order or similar order, or shall enter into any voluntary arrangement with its creditors or is unable to pay its debts as they fall due. 13.3 Without limiting any other rights contained in these Terms of Use, Directly Sourced (or any Group Companies on its behalf) may immediately suspend an Investor Members Registration or suspend access to, or temporarily remove any Content from the Website(s) (or cause any of those things to occur) if the Investor breaches these Terms of Use, the Privacy Policy or any other terms and conditions applying to an Investor from time to time and fails to rectify that breach immediately upon receipt of notice requiring rectification.

13.4 On termination of the Registration for whatever reason:

13.4.1 all Fees and any other sums due from the Investor Member to Directly Sourced (or any Group Companies) shall immediately become payable and the Investor Member shall immediately pay Directly Sourced such sums in full and Directly Sourced shall be authorised to automatically charge the Investor Members debit or credit card for the relevant amount.

13.4.2 Where and Investor Member has chosen to pay fees annually no refunds will be given; and

13.4.3 the Investor Members ability and right to access the Websites shall be immediately terminated.

13.5 Termination or suspension shall not affect the accrued rights or liabilities of Directly Sourced, or any Group Companies or the Investor nor, in the case of termination, any provision of the Terms of Use which is expressed as surviving termination or which is required to survive the termination to give effect thereto.


14. Jurisdiction


These Terms of Use are governed by English law and the contract between you and us is made in England. Any disputes will be settled in English courts, although we may take action to enforce our intellectual property rights in any relevant jurisdiction. If any provision of these Terms of Use is found to be unenforceable, it will be replaced with a provision reflecting the intent of the original provision and the enforceability of the remainder of these Terms of Use shall be effected.


15. Messaging Area


All the communication on the Websites(s) in relation to potential or actual property investments is conducted through our online Messaging Area, which is embedded within the Website(s). This is the secure encrypted conversation facility created by Directly Sourced to provide a safer and more transparent way of doing business that better protects all parties involved. All conversations are stored in your personalised area, to ensure an entire record is there for you, showing precisely who said what and when, giving more transparency to the whole investment process.


16. Testimonials


You may from time to time during or after the termination submit, at your own option, feedback testimonials or reviews regarding Directly Sourced, its website(s) and/or its services. By submitting such information, you grant Directly Sourced a royalty free, perpetual licence to copy, reproduce, display, publish, and otherwise use the content, data or information provided, for any purpose whatsoever. This licence shall survive termination of the contract between Directly Sourced and the individual or company.


17. Non-Circumvention


17.1 At any time during the term of this agreement, or up to the expiration of two years from the date of termination of this agreement, it is expressly agreed that the identities of any Sourcing Agents and Investor Members or their associated companies or their related parties , whose identities are made available to you via Directly Sourced shall constitute Confidential Information and you, your associated entities or individuals shall not (without the prior written consent of, or having entered into a commission agreement with Directly Sourced):

17.1.1 directly or indirectly initiate, solicit, negotiate, contract or enter into any business transactions, agreements or undertakings with any such Sourcing Agent identified or introduced by Directly Sourced


18. General


The headings in these Terms of Use are solely used for convenience only. You may not assign or delegate any or all of your rights or obligations in this Agreement. We may assign this Agreement at any time without notice to you. Our delay or failure to exercise or enforce any right or provision of these Terms of Use shall not constitute or be construed as a waiver of such right to act. We shall not be responsible for any breach of these Terms of Use caused by circumstances beyond our control. Nothing in these Terms of Use shall be construed to create a joint venture, partnership, or agency relationship between you and us, and neither you, nor we, shall have the right or authority to incur any liability, debt, or cost, or enter into any contracts or other arrangements, in the name of or on behalf of the other.


Contact


To contact us please email us at hello@directly-sourcd.com

09/08/2020